Chain Bridge I 8-K

What Happened

• Chain Bridge I (CBRRF) filed an 8-K reporting two financing actions dated May 28, 2026. The company entered into Amendment No. 1 to a $1,250,000 unsecured, non‑interest bearing senior promissory note held by C/M Capital Master Fund LP, extending the maturity from June 30, 2026 to November 15, 2026 and removing an event of default tied to failing to establish a certificate of designation for a new series of preferred shares by November 15, 2025.
• On the same date, the company issued unsecured, non‑interest bearing promissory notes to certain investors with an aggregate principal amount of $312,500 for an aggregate purchase price of $250,000. These Notes mature on November 15, 2026, are prepayable without penalty, and include customary representations, covenants and events of default. Lenders have the right to exchange some or all of the Notes for a new series of preferred shares on mutually agreed terms.

Key Details

• Senior Note: $1,250,000 originally issued Sept 30, 2025; maturity extended to Nov 15, 2026; held by C/M Capital Master Fund LP.
• New Notes: Aggregate principal $312,500; purchase price $250,000 (i.e., issued at a discount); maturity Nov 15, 2026; unsecured and non‑interest bearing.
• Ranking: Payments on the new Notes rank junior to Permitted Senior Indebtedness, pari passu with Permitted Indebtedness, and senior to other indebtedness.
• Use of proceeds: to pay fees and expenses related to the company’s initial business combination and for general corporate purposes. Notes include standard bankruptcy and uncured breach default provisions; lenders may exchange Notes for preferred shares.

Why It Matters

• The senior note amendment pushes out a near-term maturity (to Nov 15, 2026), reducing the immediate repayment pressure tied to the $1.25M obligation.
• The new note issuance brings roughly $250,000 in cash proceeds to fund transaction-related fees and general corporate needs before the initial business combination.
• The Notes create additional short-term obligations and carry exchange rights into preferred shares, which could lead to future equity dilution if exercised. Investors should watch liquidity, related-party terms, and the Nov 15, 2026 maturity date.